Abstract The United Republic of Tanzania faces an overwhelming burden of both communicable and non- communicable diseases and an acute shortage of well-trained critical care providers particularly in rural areas. Limited numbers of doctors and nurses undermine effective scale-up of antiretroviral therapy to the estimated 1.4 million people living with HIV/AIDS. Further health professionals are ill-prepared when they graduate to work unsupervised in rural districts. The Government has asked schools to increase class sizes and enhance curricula but there are too few faculty to meet these pedagogical demands and simultaneously pursue research interests. To address these issues, three major Tanzanian universities - Muhimbili University of Health and Allied Sciences (MUHAS), Kilimanjaro Christian Medical University University College (KCMUCo), and the Catholic University of Health and Allied Sciences (CUHAS) - have formed the Transforming Health Education in Tanzania Consortium (THET) with two long-standing United States partners, the University of California San Francisco (UCSF) and Duke University. THET partners have complementary strengths and propose to share expertise and mentor each other to implement innovative approaches that enhance the quality of medical and nursing education and research, focusing especially on HIV/AIDS. THET?s specific aims are to: 1) standardize and deliver competency-based curricula for medical and nursing education across the three institutions so that their graduates can serve Tanzanian people where they are needed most; 2) provide supportive environments for education and research to retain faculty and encourage trainees and students to reach their maximum potential; and 3) reach out to key stakeholders to ensure the relevance and sustainability of the proposed activities. A comprehensive monitoring and evaluation process will ensure that THET meets its objectives. THET has highly experienced Leadership, Technical and Operations Teams, and an outstanding Advisory Committee to deliver on activities. In addition to improving education and research at THET schools of medicine and nursing, other allied health professions schools among the partners and at non-THET schools will benefit and thus directly address the challenges facing Tanzania in improving the health of its people.